Common use of Payments Between the Parties Clause in Contracts

Payments Between the Parties. Subject to Section 6.5(b), Genentech and TolerRx agree to share the Operating Profit or Loss in the United States resulting from the Agreement in the following manner: (a) Genentech shall be allocated [***] of the Operating Profits or Losses and (b) TolerRx shall be allocated [***] of the Operating Profits or Losses. Payments to each Party of the percentages of Operating Profit or Loss as provided above will be made quarterly, within sixty (60) days after the end of each calendar quarter. Without limiting the foregoing, within sixty (60) days of the end of each calendar quarter, there shall be reconciliation of the US Costs which are to be shared and which are incurred during that quarter by Genentech (including TolerRx Development Plan Work Costs incurred by TolerRx), with a payment by TolerRx to Genentech or by Genentech to TolerRx to the extent necessary so that * Confidential treatment requested: material has been omitted and filed separately with the Commission. GENENTECH CONFIDENTIAL